SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13G
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. 11 )1
Barra, Inc.
Common Stock
068313-10-5
February 8, 2002
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[X] Rule 13d-1(d)
The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 068313-10-5 | 13G | Page 2 of 10 Pages |
1. | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
|||
Andrew Rudd | ||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) o (b) o |
||
3. | SEC USE ONLY | |||
4. | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
England | ||||
5. | SOLE VOTING POWER | |||
36,000 | ||||
(represents options to purchase the Issuer's Common Stock that are currently exercisable or that become exercisable within 60 days after December 31, 2002) | ||||
NUMBER OF | ||||
SHARES | ||||
BENEFICIALLY | 6. | SHARED VOTING POWER | ||
OWNED BY | ||||
EACH | 3,423,924 | |||
REPORTING PERSON |
(See Item 6 on page 6 of this statement) |
|||
WITH | ||||
7. | SOLE DISPOSITIVE POWER | |||
36,000 (represents options to purchase the Issuer's Common Stock that are currently exercisable or that become exercisable within 60 days after December 31, 2002) |
||||
8. | SHARED DISPOSITIVE POWER | |||
3,423,924 (See Item 6 on page 6 of this statement) |
||||
9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
3,459,924 (See Item 6 on page 6 of this statement) |
||||
10. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Item 6 on page 6 of this statement) |
|||
x | ||||
11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |||
17.44% | ||||
12. | TYPE OF REPORTING PERSON | |||
IN | ||||
CUSIP No. 068313-10-5 | 13G | Page 3 of 10 Pages |
1. | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
|||
Virginia Rudd | ||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) o (b) o |
||
3. | SEC USE ONLY | |||
4. | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
England | ||||
5. | SOLE VOTING POWER | |||
0 | ||||
NUMBER OF | ||||
SHARES | ||||
BENEFICIALLY | 6. | SHARED VOTING POWER | ||
OWNED BY | ||||
EACH | 3,423,924 | |||
REPORTING PERSON |
(See Item 6 on page 6 of this statement) |
|||
WITH | ||||
7. | SOLE DISPOSITIVE POWER | |||
0 |
||||
8. | SHARED DISPOSITIVE POWER | |||
3,423,924 (See Item 6 on page 6 of this statement) |
||||
9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
3,423,924 (See Item 6 on page 6 of this statement) |
||||
10. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | x | ||
(See Item 6 on page 6 of this statement) | ||||
11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |||
17.29% | ||||
12. | TYPE OF REPORTING PERSON | |||
IN | ||||
CUSIP No. 068313-10-5 | 13G | Page 4 of 10 Pages |
1. | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
|||
Rudd Family Trust | ||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) o (b) o |
||
3. | SEC USE ONLY | |||
4. | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
California | ||||
5. | SOLE VOTING POWER | |||
0 | ||||
NUMBER OF | ||||
SHARES | ||||
BENEFICIALLY | 6. | SHARED VOTING POWER | ||
OWNED BY | ||||
EACH | 3,243,924 | |||
REPORTING PERSON |
(See Item 6 on page 6 of this statement) |
|||
WITH | ||||
7. | SOLE DISPOSITIVE POWER | |||
0 |
||||
8. | SHARED DISPOSITIVE POWER | |||
3,243,924 (See Item 6 on page 6 of this statement) |
||||
9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
3,243,924 (See Item 6 on page 6 of this statement) |
||||
10. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | x | ||
(See Item 6 on page 6 of this statement) | ||||
11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |||
16.39% | ||||
12. | TYPE OF REPORTING PERSON | |||
OO (Trust) | ||||
CUSIP No. 068313-10-5 | 13G | Page 5 of 10 Pages |
ITEM 1(a) | NAME OF ISSUER | |
Barra, Inc. | ||
ITEM 1(b) | ADDRESS OF ISSUERS PRINCIPAL EXECUTIVE OFFICES | |
2100 Milvia Street Berkeley, California 94704 |
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ITEM 2(a) | NAME OF PERSONS FILING | |
A. Andrew Rudd B. Virginia Rudd C. Rudd Family Trust |
||
This Schedule 13G is filed on behalf of Andrew Rudd, Virginia Rudd and the Rudd Family Trust (Reporting Persons) pursuant to Rule 13d-1(k)(1). A joint filing agreement of the Reporting Persons is attached hereto as Exhibit 1. See also Item 6 on page 6 of this Schedule 13G. | ||
ITEM 2(b) | ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE | |
A. 35 Valley View Road, Orinda CA 94536 B. 35 Valley View Road, Orinda CA 94536 C. 35 Valley View Road, Orinda CA 94536 |
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ITEM 2(c) | CITIZENSHIP OR PLACE OF ORGANIZATION | |
A. England B. England C. California |
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ITEM 2(d) | TITLE OF CLASS OF SECURITIES | |
Common Stock | ||
ITEM 2(e) | CUSIP NUMBER | |
068313-10-5 |
CUSIP No. 068313-10-5 | 13G | Page 6 of 10 Pages |
ITEM 3. |
IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A: |
|
Not Applicable | ||
ITEM 4. | OWNERSHIP | |
The information required by this Item 4 for each Reporting Person is set forth on the respective cover page of this Schedule 13G applicable to such Reporting Person in Items 5-11 thereof and such Items are incorporated herein by reference. See also Item 6 below. | ||
ITEM 5. | OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS | |
Not Applicable | ||
ITEM 6. | OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON | |
As of December 31, 2002, the Rudd Family Trust (the Trust) held title to 3,243,924 shares of Common Stock of Barra, Inc. (the Stock). Andrew Rudd (Dr. Rudd) and his wife, Virginia Rudd, are the trustees of the Trust and, as such, share the voting and dispositive powers for such Stock. Such 3,243,924 shares held in the Trust represented approximately 16.39 % of the Issuers total issued and outstanding Stock. | ||
As of December 31, 2002, the Rudd Family Foundation (the Foundation) held title to 180,000 shares of Stock. Dr. Rudd, Virginia Rudd and one of their sons are the trustees of the Foundation and, as such, share the voting and dispositive powers for such Stock. Such 180,000 shares held by the Foundation represented less than five percent of the Issuers total issued and outstanding Stock. | ||
As of December 31, 2002, 40,000 shares of the Stock were held in equal parts by Peter Rudd as custodian for [each of Dr. Rudds four children] under the California Uniform Transfers to Minors Act (CUTMA) and 108,450 shares of the Stock were held by the CANN 1997 Trust (CANN). None of the Reporting Persons has sole or shared voting or dispositive power over the Stock held by the CUTMA or the CANN. Accordingly, each of the Reporting Persons disclaims beneficial ownership of such shares pursuant to Rule 13d-4 under the Securities Exchange Act of 1934, as amended. | ||
In addition, the shares of Stock beneficially owned by Dr. Rudd and Virginia Rudd may be subject to community property laws where applicable. | ||
The share amounts and percentages reported as beneficially owned by the Reporting Persons in this Schedule 13G are based upon 19,797,862 shares of the |
CUSIP No. 068313-10-5 | 13G | Page 7 of 10 Pages |
Issuers Common Stock outstanding as of November 6, 2002, as reported on the Issuers 10-Q for the period ended September 30, 2002, plus, if applicable, the number of shares issuable upon exercise of options held by the Reporting Person that are currently exercisable or that will become exercisable within 60 days after the date hereof. | ||
ITEM 7. |
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY |
|
Not Applicable | ||
ITEM 8. | IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP | |
Not Applicable | ||
ITEM 9. | NOTICE OF DISSOLUTION OF GROUP | |
Not Applicable | ||
ITEM 10. | CERTIFICATION | |
By signing below we certify that, to the best of our knowledge and belief, the securities referred to above were acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. |
CUSIP No. 068313-10-5 | 13G | Page 8 of 10 Pages |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
January 31, 2003
Date |
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/s/ Andrew Rudd Signature |
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Andrew Rudd Name/Title |
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January 31, 2003
Date |
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/s/ Virginia Rudd Signature |
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Virginia Rudd Name/Title |
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January 31, 2003
Date |
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/s/ Andrew Rudd Signature |
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Andrew Rudd, Trustee of the Rudd Family Trust
Name/Title |
||
January 31, 2003
Date |
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/s/ Virginia Rudd Signature |
||
Virginia Rudd, Trustee of the Rudd Family Trust
Name/Title |
CUSIP No. 068313-10-5 | 13G | Page 9 of 10 Pages |
EXHIBIT INDEX
Exhibit No. | Description | |
1 | Joint Filing Agreement |